Common use of Redemption of Securities for Sinking Fund Clause in Contracts

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 11.2 and the basis for that credit and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 10.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0410.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 10.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS10.7.

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and the basis for such credit and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that the series, the portion thereof, if any, which that is to be satisfied by payment of cash and in the Currency in which the Securities of such series are denominated (except as provided pursuant to Section 2.01), the portion thereof, if any, which that is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 3.05 and the basis for such credit. Together with such Officer’s Certificate, the Company will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 3.02 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.043.02. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSSection 3.03.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 days (or such shorter period reasonably acceptable to the Trustee) prior to each sinking fund payment date for any series of Securities, the Issuer Issuers will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash in the Applicable Currency and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered (which have not been previously delivered). Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Issuers in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee Trustees an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 13.2 and will also deliver to the Trustee Trustees any Securities to be so delivered. Not less than 30 60 days before prior to each such sinking fund payment date date, the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 12.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.0412.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 12.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS12.7.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 11.2 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 10.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0410.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 10.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS10.7.

Redemption of Securities for Sinking Fund. Not less than 45 days prior (unless a shorter period shall be satisfactory to the Trustee) to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and delivery of or by crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN LEGAL DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 stating that such Securities have not been previously used as a credit against any sinking fund payment and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.05, 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS XIII DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 stating that such Securities have not been previously used as a credit against any sinking fund payment and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.05, 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS* * *

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.2 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 45 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.4. The Company shall deposit the amount of cash, if any, required for such sinking fund payment with the Trustee in the manner provided in Section 11.5. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.7.

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 nor more than 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee Security Registrar any Securities to be so delivered. Not less than 30 60 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.05, 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 days (or such shorter period reasonably acceptable to the Trustee) prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ Officer's Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash in the Applicable Currency and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered (which have not been previously delivered). Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less than 45 60 days (or such shorter period as shall be satisfactory to the Trustee) prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN LEGAL DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that such series pursuant to the terms of that such series, the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currency unit in which the Securities of such series are payable (except as otherwise specified as contemplated by Section 3.01 for the Securities of such series) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered (which have not been previously delivered). Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon on such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 35 days (or such shorter period as shall be acceptable to the Trustee) prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select date, the Securities to be redeemed upon such sinking fund payment date shall be selected in the manner specified in Section 12.03 11.03 and the Trustee shall cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS XIII DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any particular series of Securities, the Issuer Company will deliver to the Trustee for the Securities of such series an Officers’ Certificate specifying the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currency unit in which the Securities of that series are payable (except as otherwise specified pursuant to Section 301 for the Securities of that series and except as provided in Section 311(c)) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and shall state the basis for such credit and that such Securities have not previously been so credited and will also deliver to the such Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Such Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS1107.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 stating that such Securities have not been previously used as a credit against any sinking fund payment and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.05, 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS72

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee Security Registrar any Securities to be so delivered. Not less than 30 60 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.05, 11.06 and 12.0711.07. 49 57 ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSFOURTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Corporation will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Corporation in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any particular series of Securities, the Issuer Company will deliver to the Trustee for the Securities of such series an Officers’ ' Certificate specifying the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currency unit in which the Securities of that series are payable (except as otherwise specified pursuant to Section 301 for the Securities of that series and except as provided in Sections 311(b) and 311(d)) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and shall state the basis for such credit and that such Securities have not previously been so credited and will also deliver to the such Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Such Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS1107.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer NiSource Finance will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and stating the basis for such credit and that such Securities have not previously been so credited and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer NiSource Finance in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS1107.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities or such shorter period as shall be satisfactory to the Trustee, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that Securities of such series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.04 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.05. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.07 and 12.0711.08. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 10 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 5.02 and stating the basis for such credit and that such Securities have not been previously so credited and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before prior to each such sinking fund payment date the Trustee shall select date, the Securities to be redeemed upon such sinking fund payment date shall be selected in the manner specified in Section 12.03 4.02 and the Trustee, as directed in writing by the Issuer, shall cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.044.03. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 4.05 and 12.074.06. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORSOn or before 10:00 a.m., STOCKHOLDERSNew York City time, OFFICERS AND DIRECTORSon the sinking fund payment date, the Issuer shall deposit with the Paying Agent funds sufficient to pay the amounts due plus accrued interest, if any.

Redemption of Securities for Sinking Fund. Not less than 45 days prior (unless a shorter period shall be satisfactory to the Trustee) to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and 44 delivery of or by crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 35 days (or such shorter period as shall be acceptable to the Trustee) prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and the basis for such credit and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSXIII

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities or such shorter period as shall be satisfactory to the Trustee, the Issuer Company will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that Securities of such series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.04 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.05. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.07 and 12.0711.08. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 (which Securities will, if not previously delivered, accompany such certificate) and whether the Company intends to exercise its right to make a permitted optional sinking fund payment with respect to such series, and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS1107.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Issuers will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Issuers in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer PEC will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and stating the basis for such credit and that such Securities have not previously been so credited and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer PEC in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY THIRTEEN MEETINGS OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSHOLDERS OF SECURITIES

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY THIRTEEN REPAYMENT AT THE OPTION OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHE HOLDERS SECTION 1301. Applicability of Article. Repayment of securities of any series before their Stated Maturity at the option of Holders thereof shall be made in accordance with the terms of such Securities and (except as otherwise specified as contemplated by Section 301 for Securities of any series) in accordance with this Article.

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer's Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSXIV

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS XIII DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 calendar days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 ‎Section 1302 and also will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 nor more than 45 calendar days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 ‎Section 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.04‎Section 1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 ‎1106 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS‎1107.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate a Company Order specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 SECTION 12.02 and will also deliver to the Trustee any Securities to be so deliveredcredited. Not less than 30 45 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 SECTION 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.04SECTION 11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 SECTIONS 11.06 and 12.0711.07. 58 ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS XIII. DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSFOURTEEN

Redemption of Securities for Sinking Fund. Not less than 45 days prior (unless a shorter period shall be satisfactory to the Trustee) to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and delivery of or by crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 Section 11.06 and 12.07Section 11.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN LEGAL DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 Section 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSSection 11.07.

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSFOURTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 13.2 and will also deliver to the Trustee any Securities (including all unmatured Coupons appertaining thereto) to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 12.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0412.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 Section 12.6 and 12.0712.7. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSFOURTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series Securities of Securitieslike tenor of a series, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of like tenor of that series pursuant to Section 13.02 and 12.02 and, at the time of delivery of such Officers' Certificate, will also deliver to the Trustee any Securities to be so delivered. Not less than 30 45 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. 73 ARTICLE FOURTEEN IMMUNITY THIRTEEN - SUBORDINATION OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSSECURITIES

Redemption of Securities for Sinking Fund. Not less than 45 90 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.2 and the basis for such credit and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.7.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee Security Registrar any Securities to be so delivered. Not less than 30 60 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.05, 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 30 days prior to each sinking fund payment date for any series of Securities, the Issuer Companies will deliver to the Trustee an Officers’ Officer's Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which that is to be satisfied by payment of cash and the portion thereof, if any, which that is to be satisfied by delivering and crediting Securities of that series pursuant to Section SECTION 13.02 and stating the basis for such credit and that such Securities have not been previously so credited and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section SECTION 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Companies in the manner provided in Section SECTION 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 SECTIONS 12.05 and 12.07. -54- 63 ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSXIV.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY THIRTEEN REPAYMENT AT THE OPTION OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHE HOLDERS Section 1301. Applicability of Article. Repayment of securities of any series before their Stated Maturity at the option of Holders thereof shall be made in accordance with the terms of such Securities and (except as otherwise specified as contemplated by Section 301 for Securities of any series) in accordance with this Article Thirteen.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSDefeasance

Redemption of Securities for Sinking Fund. Not less than 45 calendar days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1302 and also will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 nor more than 45 calendar days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS1107.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date data for any series Securities of Securitieslike tenor of a series, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of like tenor of that series pursuant to Section 13.02 and 12.02 and, at the time of delivery of such Officers' Certificate, will also deliver to the Trustee any Securities to be so delivered. Not less than 30 45 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 stating that such Securities have not been previously used as a credit against any sinking fund payment and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.05, 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS* * * 76

Redemption of Securities for Sinking Fund. Not less than 45 75 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing mandatory sinking fund payment for that such series pursuant to the terms of that such series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 14.02, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice 66 having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS15 SECURITIES IN FOREIGN CURRENCIES

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN THIRTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSOFFICERS,

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities or such shorter period as shall be satisfactory to the Trustee, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that Securities of such series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and cash, the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 13.02 12.02 and the basis for such credit and stating that such Securities have not previously been so credited and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less ----------------------------------------- than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by be delivering and crediting Securities of that series pursuant to Section 13.02 11.02 and will also deliver to the Trustee any Securities to be so delivereddelivered to the extent it has not previously done so. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 10.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0410.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 10.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS10.07.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any a series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that such series pursuant to the terms of that such series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 45 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.04-54- 1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 13.2 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 12.4 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0412.5. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 12.7 and 12.0712.8. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSFOURTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying (i) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (ii) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 (such Security to be credited, or proof of ownership thereof by the Company satisfactory to the Trustee, to be delivered together with the Officers' Certificate), and (iii) that none of such Securities has theretofore been so credited and stating the basis for such credit, and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 Section 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee and the Security Registrar an Officers’ ' Certificate specifying (i) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (ii) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 13.02, and (iii) that none of such Securities has theretofore been so credited and stating the basis for such credit, and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee Security Registrar shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 4.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.044.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 4.06 and 12.074.07 and shall be subject to Section 4.08. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSRepayment at the Option of Holders

Redemption of Securities for Sinking Fund. Not less than 45 [__] days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02, and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 [__] days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and in accordance with the customary procedures of the Depositary and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 Section 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSSection 11.07.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities or such shorter period as shall be satisfactory to the Trustee, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that Securities of such series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.04 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.05. Such notice having been duly given, the redemption 118 128 of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.07 and 12.0711.08. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 11.2 and the basis for that credit and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 10.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0410.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 10.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS10.7.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and the basis for such credit and will also deliver to the Trustee any Securities to be so delivereddelivered which have not theretofore been delivered to the Trustee. Not less than 30 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1105, 1106 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS1107.

Redemption of Securities for Sinking Fund. Not less than 45 sixty (60) days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 thirty (30) days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and the basis for such credit and will also deliver to the Trustee any Securities to be so delivereddelivered which have not theretofore been delivered to the Trustee. Not less than 30 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1105, 1106 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS1107.

Redemption of Securities for Sinking Fund. Not less than 45 90 days (or such shorter period as shall be satisfactory to the Trustee) prior to each sinking fund payment date for any series of Securities, the Issuer Issuers will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and and/or crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 60 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Issuers in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any particular series of Securities, the Issuer Company will deliver to the Trustee for the Securities of such series an Officers’ Certificate specifying the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currency unit in which the Securities of that series are payable (except as otherwise specified pursuant to Section 3.1 for the Securities of that series and except as provided in Section 3.12(b) and Section 3.12(d)) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.2 and shall state the basis for such credit and that such Securities have not previously been so credited and will also deliver to the such Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Such Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 Section 11.6 and 12.07Section 11.7. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 nor more than 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSXIII

Redemption of Securities for Sinking Fund. (a) Not less than 45 60 days prior to each sinking fund payment date for any particular series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currency unit in which the Securities of that series are payable (except as otherwise specified pursuant to Section 3.1 for the Securities of that series and except as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.2 and shall state the basis for such credit and that such Securities have not previously been so credited and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 Section 11.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.7.

Redemption of Securities for Sinking Fund. Not less than ----------------------------------------- 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 3.05 and will also the basis for such credit and will, together with such Officers' Certificate, deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 3.02 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.043.02, except that the notice of redemption shall also state that the Securities of such series are being redeemed by operation of the sinking fund and the sinking fund payment date. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSSection 3.03.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities or such shorter period as shall be satisfactory to the Trustee, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that Securities of such series pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and cash, the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 13.02 12.02 and ------------- the basis for such credit and stating that such Securities have not previously been so credited and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause ------------- notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been ------------- duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS-------------- -----

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.2 and will also deliver to the Trustee any Securities to be credited and not theretofore so delivered. Not less than 30 45 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.4. The Company shall deposit the amount of cash, if any, required for such sinking fund payment with the Trustee in the manner provided in Section 11.5. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.7.

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSTHIRTEEN Defeasance and Covenant Defeasance

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN LEGAL DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 nor more than 45 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSXIII

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities (unless a shorter period shall be satisfactory to the Trustee), the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that the series, the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are denominated (except as provided pursuant to Section 3.01) and the ------------ portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 and 12.02 and, prior to or ------------- concurrently with the delivery of such Officers' Certificate, will also deliver to the Trustee any Securities to be so delivered. Not less than 30 45 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 ------- 11.03 and cause notice of the redemption thereof to be given in the name of and ----- at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such ------------- notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS-------------- -----

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee and the Security Registrar an Officers’ ' Certificate specifying (i) the amount of the next ensuing sinking fund payment for that series pursuant to the 89 90 terms of that series, (ii) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 13.02, and (iii) that none of such Securities has theretofore been so credited and stating the basis for such credit, and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee Security Registrar shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 4.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.044.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 4.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS4.07 and shall be subject to Section 4.08.

Redemption of Securities for Sinking Fund. Not less than 45 60 ----------------------------------------- days prior to each sinking fund payment date for any series of SecuritiesSecurities (unless a shorter period is satisfactory to the Trustee), the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.2 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 nor more than 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date (unless a shorter period is satisfactory to the Trustee) in the manner specified in Section 12.03 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.7.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee and the Security Registrar an Officers’ ' Certificate specifying (i) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (ii) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 13.02, and (iii) that none of such Securities has theretofore been so credited and stating the basis for such credit, and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee Security Registrar shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 4.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.044.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 4.06 and 12.074.07 and shall be subject to Section 4.08. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSARTICLE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities (unless a shorter period is satisfactory to the Trustee), the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.2 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 nor more than 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date (unless a shorter period is satisfactory to the Trustee) in the manner specified in Section 12.03 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.7.

Redemption of Securities for Sinking Fund. Not less than 45 30 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and will also deliver to the Trustee Securities Administrator any Securities to be so delivered. Not less than 30 15 days before prior to each such sinking fund payment date date, the Trustee Securities Administrator shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.0711.07. 62 ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities (unless a shorter period shall be satisfactory to the Trustee), the Issuer will Company shall deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 11.2 and will shall also deliver to the Trustee any Securities to be so deliveredcredited and not theretofore delivered to the Trustee. Not less than 30 45 days before each such sinking fund payment date (unless a shorter period shall be satisfactory to the Trustee), the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 10.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0410.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 10.5, 10.6 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS10.7.

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSDefeasance and Covenant Defeasance

Redemption of Securities for Sinking Fund. Not less than 45 90 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ ' Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1105, 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee and the Security Registrar an Officers’ ' Certificate specifying (i) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (ii) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 13.02, and (iii) that none of such Securities has theretofore been so credited and stating the basis for such credit, and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such 104 93 sinking fund payment date the Trustee Security Registrar shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 4.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.044.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 4.06 and 12.074.07 and shall be subject to Section 4.08. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSRepayment at the Option of Holders

Redemption of Securities for Sinking Fund. Not less than 45 days prior to each sinking fund payment date for any series of Securities, the Issuer will deliver to the Trustee an Officers’ Officer's Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 Article Twelve and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 Article Twelve and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 12.04Article Twelve. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORSArticle Twelve.

Redemption of Securities for Sinking Fund. Not less than 45 30 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer's Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which that is to be satisfied by payment of cash and the portion thereof, if any, which that is to be satisfied by delivering and crediting Securities of that series pursuant to Section SECTION 13.02 and stating the basis for such credit and that such Securities have not been previously so credited and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 15 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section SECTION 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section SECTION 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 SECTIONS 12.05 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS.

Redemption of Securities for Sinking Fund. Not less than 45 60 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Certificate specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 12.02 and the basis for such credit and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.0411.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 11.06 and 12.07. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS11.07.

Redemption of Securities for Sinking Fund. Not less than 45 30 days prior to each sinking fund payment date for any series of Securities, the Issuer Company will deliver to the Trustee an Officers’ Officer’s Certificate specifying the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 13.02 1202 and the basis for such credit and will also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer Company in the manner provided in Section 12.041104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.06 1106 and 12.071107. ARTICLE FOURTEEN IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS THIRTEEN DEFEASANCE AND DIRECTORSCOVENANT DEFEASANCE